HOUSTON, June 11 /PRNewswire/ -- American General Corporation (NYSE: AGC)
and USLIFE Corporation (NYSE: USH) today jointly announced that they expect to
complete the merger of USLIFE into American General on June 17, 1997, subject
only to approvals by both American General and USLIFE shareholders at meetings
to be held on that date. All requisite regulatory approvals have been
obtained. The merger is valued at $1.8 billion or $49.00 per USLIFE common
share.
USLIFE shareholders will receive 1.1069 shars of American General common
stock for each USLIFE common share. The exchange ratio of 1.1069 is equal to
the transaction price of $49.00 per USLIFE common share divided by $44.2688,
the average of the daily high and low sales price of American General common
stock as reported in The Wall Street Journal during the 10 consecutive trading
days ending on and including June 10, 1997. Based upon this exchange ratio
and a projected 36.1 million USLIFE common shares outstanding at closing,
American General will issue approximately 40.0 billion common shares in the
transaction, bringing the total common equivalent shares outstanding to
approximately 248.5 million.
On February 13, 1997, the companies announced a definitive agreement under
which USLIFE would merge into American General. Following the merger, the
combined company will have over $74 billion in assets, shareholders' equity of
$6.2 billion, and market capitalization of $11 billion. Additionally, the
company will have life insurance in force of over $300 billion and will serve
the financial needs of 10 million customers with a distribution network of
25,000 agents.
American General is one of the nation's largest diversified financial
services organizations with assets of $67 billion and shareholders' equity of
$5.2 billion. Headquartered in Houston, it is a leading provider of
retirement services, life insurance, and consumer loans to over nine million
customers. American General Corporation common stock is listed on the New
York, Pacific, London, and Swiss stock exchanges.
USLIFE Corporation is a life insurance-based holding company with more
than $180 billion of life insurance in force and nearly $8 billion in assets.
USLIFE Corporation operates nationwide through three ordinary life insurance
companies, a credit insurance group, and six other financial services and
support companies.
SOURCE American General Corporation
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CONTACT: Robert D. Mrlik, Vice President - Investor Relations, 713-831-1137, or John E. Pluhowski, Director - Corporate Communications, 713-831-1149, both of American General Corporation, or Richard G. Hohn, Senior Vice President, Investor Relations of USLIFE Corporation, 212-709-6415
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